Paycom Software (PAYC) Proxy Filing summary

Executive summary

• Achieved strong 2024 financial results: $1.88B revenue (11% organic growth), $502M net income (27% margin), $775M adjusted EBITDA (41.2% margin).

• Returned $229M to stockholders via buybacks and dividends in 2024.

• Focused on automation, product innovation, and operational efficiency, with flagship products Beti® and GONE® recognized for industry leadership.

• Recognized for workplace culture, diversity, and sustainability by Forbes, Newsweek, and Time.

• Board and management emphasize sustainable growth, innovation, and client ROI.

Voting matters and shareholder proposals

• Election of two Class III directors (Henry C. Duques and Chad Richison) for terms expiring in 2028.

• Ratification of Grant Thornton LLP as independent auditor for 2025.

• Advisory vote to approve executive compensation (say-on-pay).

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of eight directors, 87.5% independent, with a mix of tenured and new members.

• Board diversity: 60% of leadership roles held by diverse directors; 3 women, 5 men.

• Classified board structure with three-year staggered terms to promote stability and long-term focus.

• Annual board and committee self-assessments, robust stockholder engagement, and strong code of ethics.

• Stock ownership guidelines: 6x salary for CEO, 3x for other executives, 5x cash compensation for non-employee directors.